UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
November 18, 2008
(Date of earliest event reported)
HealthMarkets, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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001-14953
(Commission File Number)
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75-2044750
(IRS Employer Identification No.) |
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9151 Boulevard 26, North Richland Hills, Texas
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76180 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (817) 255-5200
(former name and address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2.)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 2.05. Costs Associated with Exit or Disposal Activities.
On November 18, 2008,
HealthMarkets, Inc. and its subsidiaries (the Company) implemented a strategic reduction of
its existing workforce. The reduction is designed to increase administrative efficiencies and
better align the workforce to support the Companys business strategy going forward. The reduction
will affect approximately 13% of the Companys workforce or a total of approximately 229 employees.
The Company completed notifying affected employees on November 19, 2008. The reduction is
expected to be substantially completed by the end of the fourth quarter of 2008.
In connection with the workforce reduction, the Company expects to pay in cash total costs of
approximately $4.9 million associated with one-time termination benefits, including severance and
other related costs. The Company expects to recognize this charge in the fourth quarter of 2008.
This Current Report on Form 8-K contains or may contain forward-looking statements within
the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform
Act of 1995, including statements regarding expected benefits, costs and charges associated with
the transactions described above. Forward-looking statements are generally identified by use of the
terms anticipate, believe, estimate, expect, may, objective, plan, possible,
potential, project, will and similar expressions. Actual events or results may differ
materially from those statements. For information about the factors that could cause such
differences, please refer to the Companys Annual Report on Form 10-K for the year ended December
31, 2007, including the information discussed under the caption Item 1 Business, Item 1A. Risk
Factors and Item 7 Managements Discussion and Analysis of Financial Condition and Results of
Operations, as well as the Companys various other filings with the Securities and Exchange
Commission and other publicly disseminated written documents.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
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HEALTHMARKETS, INC.
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By: |
/s/ Michael A. Colliflower
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Name: |
Michael A. Colliflower |
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Title: |
Executive Vice President
and General Counsel |
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Dated: November 24, 2008